General conditions of this Invitation for Expressions of Interest

1. No contract or legal relations

This Invitation (Invitation) for Expressions of Interest (EOI), and any EOI submitted, does not constitute a contract, offer to enter into a contractual relationship, or give rise to any binding legal obligations on you or Powerco – other than to comply with these General Conditions.

Powerco reserves the right to:

cancel, alter or postpone this Invitation at any time
not shortlist any or all respondents submitting an EOI, and/or
not proceed with any subsequent process at the completion of this Invitation.

As far as permitted by law, Powerco is free to deal with any EOI, and respondents, as it considers necessary or appropriate at the time.

Powerco is not required to disclose its dealings to respondents submitting an EOI or provide an opportunity for respondents to comment, except to the extent specifically required by this Invitation.

2. Acceptance of General Conditions

By submitting an EOI, the respondent agrees to be bound by all these General Conditions.

3. Ownership

Powerco retains all ownership and other rights (including intellectual property) in the information it provides through this Invitation.

Respondents must not use the information provided by Powerco for any purpose other than preparing an EOI.

A respondent must not make any public statement in relation to this Invitation or the awarding of any resulting contract without the prior written permission of Powerco.

4. Confidentiality of EOI

Powerco will treat information contained in any EOI as confidential. This obligation of confidentiality does not apply to confidential information that:

is disclosed by Powerco to its consultants, legal and other advisors or employees solely to consider or progress an EOI
Powerco is required to disclose by law
is or becomes available to Powerco through other legitimate channels without confidentiality restrictions, and/or
is in the public domain otherwise than due to a breach of this General Condition.

The obligation of confidentiality in this General Condition will continue for three years from the date of this Invitation.

5. Accuracy of information

Powerco believes that the information contained in, or provided in connection with, this Invitation is correct at the time it is issued.

While Powerco endeavours to supply correct information, it does not provide any warranty as to the accuracy or completeness of information supplied with this Invitation. Any reliance on the information provided by Powerco is solely at the respondent’s risk.

Powerco reserves the right to expand, amend, alter, correct and/or clarify any information in this Invitation at any time.

Each respondent submitting an EOI will be deemed to have:

examined this Invitation and any notice to respondents or other information supplied by Powerco in writing (if any)
made its own enquiries and applied its own judgement in deciding whether, or how, to submit an EOI
considered all the risks, contingencies and other circumstances that may affect their EOI, and
satisfied itself as to the correctness and sufficiency of its EOI.

6. EOI completeness and accuracy

The respondent warrants that the information it provides to Powerco, including information contained in any EOI, is complete and accurate and not misleading in all material respects, and that material details have not been withheld.

The respondent also warrants that the information it provides to Powerco (including in any EOI) and the use of such information by Powerco for the purposes of this Invitation (including the evaluation of the EOI and the negotiation and implementation of any resulting contract) will not breach any third-party intellectual property rights.

7. Non-conforming EOI

An EOI which:

is not submitted in the format set out in, or required by, the form set out in this Invitation
does not include, in the form required, all the information required to be included
is submitted late, or
does not comply with, or conform to, this Invitation in any other way,

will be deemed to be ‘Non-conforming EOI’.

Any Non-conforming EOI received by Powerco may be evaluated during evaluation at the sole and absolute discretion of Powerco.

Powerco encourages respondents to seek clarification or explanation from Powerco if required on any points to enable it to submit a conforming EOI.

8. Ambiguities or inconsistencies

Where any respondent identifies an ambiguity or inconsistency in this Invitation, the respondent must bring that ambiguity or inconsistency to Powerco’s attention by sending an email to networksupportrequest@powerco.co.nz .

If Powerco considers there is an ambiguity or inconsistency in this Invitation, it may update the information in this Invitation at its sole and absolute discretion.

9. Variations of this Invitation

Powerco reserves the right, at its sole and absolute discretion, to modify and/or amend this Invitation, at any time prior to the closing date.

If the modification or amendment to this Invitation is of such a nature that it could reasonably be expected to have a material effect on an EOI that has already been submitted, the respondent will be given the opportunity to submit to Powerco any modification and/or amendment that is necessary to that respondent’s EOI.

11. Evaluation

Powerco reserves the right to weight any assessment and selection criteria in accordance with its own priorities at the time. Powerco is not bound to evaluate, or progress, any EOI and will have the sole and absolute discretion to apply whatever evaluation criteria it considers appropriate to prepare a shortlist of potential respondents (if applicable).

13. Ownership of EOI

All EOIs become the property of Powerco upon submission, and do not have to be kept, destroyed or returned to the respondent. Powerco may use the information contained in an EOI as it sees fit, subject to the above obligations of confidentiality.

14. Powerco’s reserved rights

Powerco reserves the right to:

suspend, postpone, or cancel this Invitation at any time prior to the closing date or to re-advertise for EOI responses
make any change to this Invitation and any associated documents
not invite any respondent to participate in any subsequent process following receipt of its EOI
exclude any person from this Invitation, or any part of this Invitation, process for any reason
not proceed with any subsequent process following the completion of this Invitation and not contract for all or any of services on which this Invitation is seeking information
treat any EOI as valid notwithstanding that it does not strictly comply with this Invitation and/or rectify any errors in, or omissions from, any EOI
waive any irregularities or informalities in this Invitation process
seek clarification or undertake further inquiries concerning any EOI
apply any weighting or other judgement process to information provided in response to this Invitation
provide to, or withhold from, any respondent (or other person) questions and answers to questions arising through this Invitation process
restrict the supply of, or access to, any of Powerco’s personnel, information or property
meet with, enter into discussions with one, or more than one, respondent (or any other person) at any time and upon any terms, and/or
do any other act or thing that it sees fit in relation to this Invitation,

in each case with or without notice to all or any respondents, and with or without having or giving any reason.

15. No liability

Except for a breach of its confidentiality obligations above, Powerco will not be liable for any direct or indirect damage, loss or cost (including legal costs and EOI preparation costs) to any respondent or other person in relation to this Invitation and/or preparing any response to this Invitation, including, to avoid doubt, where Powerco exercises any of its reserved rights above.

16. Conflicts of interest

Respondents are to disclose and advise Powerco of any facts or circumstances which may give rise to any conflict of interest arising from the interests or duties of the respondent or its employees, officers, shareholders or directors in relation to this Invitation or are relevant to its EOI.

17. Costs

Respondents and potential respondents must bear all of the costs of preparing and submitting its EOI regardless of whether Powerco alters, postpones, or cancels this Invitation or does not proceed with any subsequent process after the completion of this Invitation, including all costs relating to any:

requests for information (including additional information) or clarification by Powerco; and/or
discussions and/or meetings with Powerco (if applicable).

18. Collaboration

Respondents are welcome to collaborate, or share information, for the purpose of an EOI so long as such collaboration, and sharing, is disclosed in the resulting EOI.

19. Governing law

These General Conditions are governed by the law of New Zealand, and the New Zealand courts have exclusive jurisdiction about all matters relating to this Invitation and the EOIs.